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PARADISE ENTERTAINMENT LIMITED

(Incorporated in Bermuda with limited liability)
(Stock Code: 1180)
NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting of the shareholders of Paradise
Entertainment Limited (the “Company”) will be held at Suite 907-908, 9th Floor, Man Yee Building,
No.68 Des Voeux Road Central, Hong Kong on Monday, 31st December 2007 at 11:00 a.m. for the
purpose of considering and, if thought fit, passing the following resolutions:
ORDINARY RESOLUTIONS

1. “THAT:
(a) no issue of shares of the Company pursuant to the Existing General Mandate (as defined in
the circular of the Company dated 14th December 2007 (the “Circular”), a copy of which has
been tabled at this meeting and initialled by the Chairman for the purpose of identification) be
permitted except in connection with any partial or full conversion of the Debentures (as defined
in the Circular) in accordance with the terms and conditions thereof;
(b) subject to paragraph (d) of this Resolution, the exercise by the directors of the Company during
the Relevant Period (as hereinafter defined) of all the powers of the Company to issue, allot and
deal with additional shares of the Company, and to make or grant offers, agreements and options
(including warrants, bonds, notes and debentures convertible into shares of the Company)
which would or might require the exercise of such power be and is hereby generally and
unconditionally approved;
(c) the approval in paragraph (b) of this Resolution shall authorise the directors of the Company
during the Relevant Period to make or grant offers, agreements and options (including warrants,
bonds, notes and debentures convertible into shares of the Company) which would or might
require the exercise of such power after the end of the Relevant Period;
(d) the aggregate nominal amount of share capital allotted or agreed conditionally or
unconditionally to be allotted (whether pursuant to an option or otherwise) and issued by the
directors of the Company pursuant to the approval in paragraph (b) of this Resolution, otherwise
than pursuant to (i) a Rights Issue (as hereinafter defined); or (ii) an issue of shares of the
Company upon the exercise of rights of subscription or conversion under the terms of any
warrants of the Company or any bonds, notes, debentures and securities which are convertible
into shares of the Company; or (iii) an issue of shares of the Company as scrip dividends
pursuant to the bye-laws of the Company from time to time; or (iv) an issue of shares of the
Company under any share option scheme or similar arrangement providing for the grant to
employees (including directors) of the Company and/or any of its subsidiaries of the rights to

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subscribe for shares of the Company, shall not exceed 20 per cent of the aggregate nominal
amount of the share capital of the Company in issue as at the date of this Resolution, and the
said approval shall be limited accordingly; and
(e) for the purposes of this Resolution:
“Relevant Period” means the period from the passing of this Resolution until whichever is the
earlier of:
(i) the conclusion of the next annual general meeting of the Company;
(ii) the expiration of the period within which the next annual general meeting of the Company
is required by the bye-laws of the Company or any applicable laws to be held; or
(iii) the revocation or variation of the authority given under this Resolution by an ordinary
resolution of the shareholders of the Company in general meeting.
“Rights Issue” means an offer of shares of the Company open for a period fixed by the directors
of the Company to the holders of shares whose names appear on the register of members of the
Company on a fixed record date in proportion to their then holdings of such shares as at that
date (subject to such exclusions or other arrangements as the directors of the Company may
deem necessary or expedient in relation to overseas shareholders or fractional entitlements or
having regard to any restrictions or obligations under the law of, or the requirements of any
recognised regulatory body or any stock exchange in, any territory applicable to the Company).”
2. “THAT Mr. Li John Zongyang be re-elected as an independent non-executive director of the
Company.”
By Order of the Board
Paradise Entertainment Limited
Jay Chun
Chairman
Hong Kong, 14th December 2007
Head Office and Principal Place of Business:
Suite 907-908, 9th Floor
Man Yee Building
No.68 Des Voeux Road Central
Hong Kong
Registered Office:
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda

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Notes:
(1) A shareholder entitled to attend and vote at the meeting may appoint one or more than one proxy to attend and to vote
instead of him. A proxy need not be a shareholder of the Company.
(2) In the case of joint holders of any share, any one of such persons may vote at the said meeting, either personally or by
proxy, in respect of such share as if he was solely entitled thereto, but if more than one of such joint holders is present at
the said meeting, personally or by proxy, that one of the said persons so present whose name stands first on the register
of members in respect of such share shall alone be entitled to vote in respect thereof.
(3) In order to be valid, the form of proxy together with the power of attorney or other authority (if any) under which it is
signed or a notarially certified copy of that power or authority, must be deposited at the branch share registrars of the
Company in Hong Kong, Tricor Secretaries Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Hong Kong
not less than 48 hours before the time appointed for holding the meeting. Completion and return of a form of proxy will
not preclude shareholders from attending and voting in person at the meeting or any adjourned meeting should they so
wish.
(4) A form of proxy for use at the meeting is enclosed with the circular of the Company dated 14th December 2007
despatched to the shareholders of the Company.
(5) As at the date of this Notice, the executive directors of the Company are Mr. Jay Chun (Chairman and Managing
Director), Mr. Shan Shiyong, alias, Sin Sai Yung, Dr. Ma Xianming, alias, Ma Yin Ming, Mr. Law Wing Kit, Stephen
and Mr. Park Aaron Changmin and the independent non-executive directors of the Company are Mr. Frank Hu, Ms. Ma
Shiwei and Mr. Li John Zongyang.